OPPENHEIMER NEW YORK TAX EXEMPT FUND
497, 1995-07-27
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                                   OPPENHEIMER NEW YORK TAX-EXEMPT FUND
                                   Supplement dated July 14, 1995 to the
                                     Prospectus dated January 27, 1995

The following changes are made to the Prospectus:

1.      The supplement dated May 31, 1995 is replaced by this supplement.

2.      Under "Expenses" on page 2, the chart "Shareholder Transaction
Expenses" is amended by deleting the references to the $5.00 fee for
"Exchanges" and inserting "None" on that line under the headings for Class
A Shares and Class B Shares; footnote 2 is deleted from that chart.

3.      The following paragraph is added at the end of "Ratings of Municipal
Securities" on page 8:

               The Fund's Board of Trustees and shareholders have changed
        the Fund's current investment policy with respect to the ratings
        of Municipal Securities purchased by the Fund.  On or about
        August 29, 1995, the Fund will be permitted to invest up to 25%
        of the Fund's total assets in Municipal Securities rated below
        "investment grade," that is, below the four highest rating
        categories of Moody's Investors Service, Inc., Standard & Poor's
        Corporation or Fitch Investors Service, Inc.  Although the yield
        in non-investment grade Municipal Securities tends to be higher
        than that of higher grade municipal securities, there is an
        increased credit risk potential that issuers of non-investment
        grade Municipal Securities may not be able to make interest or
        principal payments as they become due.

4.      In "How to Buy Shares," the section entitled "Which Class of Shares
Should You Choose?" on page 14 is changed by adding a new final sentence
to the second paragraph of that section as follows:

        The discussion below of the factors to consider in purchasing
        a particular class of shares assumes that you will purchase only
        one class of shares and not a combination of shares of different
        classes.

5.      The third paragraph of the section captioned "How Much Do You Plan
to Invest?" on page 15 is revised by changing "$1 million" to "$500,000"
in both sentences.

6.      In "How to Buy Shares," the first paragraph of the section "Class A
Contingent Deferred Sales Charge" on page 17 is amended by adding a second
sentence to read as follows:

               Shares of any of the OppenheimerFunds that offers only one
        class of shares that has no designation are considered "Class
        A shares" for this purpose. 

7.      In "Reduced Sales Charges for Class A Purchases" on page 17, the
first sentence of the section "Right of Accumulation" is changed to read
as follows:

        To qualify for the lower sales charge rates that apply to larger
        purchases of Class A shares, you and your spouse can add
        together Class A and Class B shares you purchase for your
        individual accounts, or jointly, or for trust or custodial
        accounts on behalf of your children who are minors.

The first two sentences of the second paragraph of that section are
revised to read as follows:

               Additionally, you can add together current purchases of
        Class A and Class B shares of the Fund and other
        OppenheimerFunds to reduce the sales charge rate that applies
        to current purchases of Class A shares. You can also count Class
        A and Class B shares of OppenheimerFunds you previously
        purchased subject to an initial or contingent deferred sales
        charge to reduce the sales charge rate for current purchases of
        Class A shares, provided that you still hold that investment in
        one of the OppenheimerFunds.

8.      The first sentence of the section entitled "Letter of Intent" on page
18 is revised to read as follows:

        Under a Letter of Intent, if you purchase Class A shares or
        Class A shares and Class B shares of the Fund and other
        OppenheimerFunds during a 13-month period, you can reduce the
        sales charge rate that applies to your purchases of Class A
        shares. The total amount of your intended purchases of both
        Class A and Class B shares will determine the reduced sales
        charge rate for the Class A shares purchased during that period.

9.      In the section entitled "Waivers of Class A Sales Charges" on page
18, the following changes are made:

The first sentence of the first paragraph is replaced by a new
introductory paragraph set forth below and the list of circumstances
describing the sales charge waivers follows a new initial sentence:

        - Waivers of Class A Sales Charges. The Class A sales charges
        are not imposed in the circumstances described below. There is
        an explanation of this policy in "Reduced Sales Charges" in the
        Statement of Additional Information.

               Waivers of Initial and Contingent Deferred Sales Charges
        for Certain Purchasers. Class A shares purchased by the
        following investors are not subject to any Class A sales
        charges:

The introductory phrase preceding the list of sales charge waivers in the
second paragraph is replaced by the following:

               Waivers of Initial and Contingent Deferred Sales Charges
        in Certain Transactions. Class A shares issued or purchased in
        the following transactions are not subject to Class A sales
        charges:
        . . .

The following is added at the end of the first sentence of the second
paragraph:

               , or (c) shares purchased and paid for with the proceeds
        of shares redeemed in the prior 12 months from a mutual fund
        (other than a fund managed by the Manager or any of its
        subsidiaries) on which an initial sales charge or contingent
        deferred sales charge was paid (this waiver also applies to
        shares purchased by exchange of shares of Oppenheimer Money
        Market Fund, Inc. that were purchased and paid for in this
        manner); this waiver must be requested when the purchase order
        is placed for your shares of the Fund, and the Distributor may
        require evidence of your qualification for this waiver.

10.     In the section entitled "Reinvestment Privilege" on page 21, the
first three sentences are revised to read as follows:

        If you redeem some or all of your Class A or B shares of the
        Fund, you have up to 6 months to reinvest all or part of the
        redemption proceeds in Class A shares of the Fund or other
        OppenheimerFunds without paying a sales charge. This privilege
        applies to Class A shares that your purchased subject to an
        initial sales charge and to Class A or B shares on which you
        paid a contingent deferred sales charge when you redeemed them.

11.     The section captioned "Checkwriting" on page 22 is revised by
deleting the last paragraph.

12.     The section captioned "How to Exchange Shares" on page 23 is revised
by deleting the second and third sentence of the first paragraph.


July 14, 1995                                                  PS0360.003

<PAGE>

                                   OPPENHEIMER NEW YORK TAX-EXEMPT FUND
                                      Supplement dated July 14, 1995
           to the Statement of Additional Information dated January 27, 1995

The Statement of Additional Information is amended as follows:

1.      In the section entitled "Letters of Intent" on page 35, the first
paragraph in that section is replaced in its entirety by the following:

    -  Letters of Intent.  A Letter of Intent (referred to as a "Letter")
    is an investor's statement in writing to the Distributor of the
    intention to purchase Class A shares or Class A and Class B shares
    of the Fund (and other OppenheimerFunds during a 13-month period (the
    "Letter of Intend period"), which may, at the investor's request,
    include purchases made up to 90 days prior to the date of the Letter. 
    The Letter states the investor's intention to make the aggregate
    amount of purchases of shares which, when added to the investor's
    holdings of shares of those funds, will equal or exceed the amount
    specified in the Letter.  Purchases made by reinvestment of dividends
    or distributions of capital gains and purchases made at net asset
    value without sales charge do not count toward satisfying the amount
    of the Letter.  A Letter enables an investor to count the Class A and
    Class B shares purchased under the Letter to obtain the reduced sales
    charge rate on purchases of Class A shares of the Fund (and other
    OppenheimerFunds) that applies under the Right of Accumulation to
    current purchases of Class A shares.  Each purchase of Class A shares
    under the Letter will be made at the public offering price (including
    the sales charge) that applies to a single lump-sum purchase of
    shares in the amount intended to be purchased under the Letter.

2.      In the section entitled "Terms of Escrow That Apply to Letters of
Intent" on page 36, item 5 of that section is replaced by the following:
    
    5.  The shares eligible for purchase under the Letter (or the holding
    of which may be counted toward completion of a Letter) include (a)
    Class A shares sold with a front-end sales charge or subject to a
    Class A contingent deferred sales charge, (b) Class B shares acquired
    subject to a contingent deferred sales charge, and (c) Class A or B
    shares acquired by reinvestment of dividends and distributions or
    acquired in exchange for either (i) Class A shares of one of the
    other OppenheimerFunds that were acquired subject to a Class A
    initial or contingent deferred sales charge or (ii) Class B shares
    of one of the other OppenheimerFunds that were acquired subject to
    a contingent deferred sales charge.

3.  In the section entitled "Special Arrangements for Repurchase of Shares
from Dealers and Brokers" on page 38, the last sentence of that section
is revised to read as follows:

    Ordinarily, for accounts redeemed by a broker-dealer under this
procedure, payment will be made within three business days after the
shares have been redeemed upon the Distributor's receipt the required
redemption documents in proper form, with the signature(s) of the
registered owners guaranteed on the redemption document as described in
the Prospectus.
                                                                                
4.      In the section entitled "How To Exchange Shares" on page 41, the
second full paragraph is changed by adding new third and fourth sentences
as follows:

    However, shares of Oppenheimer Money Market Fund, Inc. purchased with
    the redemption proceeds of shares of other mutual funds (other than
    funds managed by the Manager or its subsidiaries) redeemed within the
    12 months prior to that purchase may subsequently be exchanged for
    shares of other OppenheimerFunds without being subject to an initial
    or contingent deferred sales charge, whichever is applicable.  To
    qualify for that privilege, the investor or the investor's dealer
    must notify the Distributor of eligibility for this privilege at the
    time the shares of Oppenheimer Money Market Fund, Inc. are purchased,
    and, if requested, must supply proof of entitlement to this
    privilege.



July 14, 1995                                                 PX0360.001
 


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